Last week, a group of analysts at 17 investment firms pushed public companies to “meet a higher standard of reporting” on environmental, social and corporate governance matters. The firms, which represent more than $147 billion in assets, want companies to base their reporting on the Global Reporting Initiative’s “Sustainability Reporting Guidelines.” The GRI is an […]
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Full Speed Ahead For Options Expensing
Looks like it’s full speed ahead for the expensing of options. That’s largely because lawmakers are expected to head home this week after failing to pass a bill that would have either delayed the implementation of the new rules proposed by the Financial Accounting Standards Board or severely restricted the scope of the rules. Except […]
Proxy Access Update: A Review Of Likelihood, Costs
The Securities and Exchange Commission’s proposed proxy-access rule might be wandering the back roads of corporate governance, but the controversial measure has already shifted the governance landscape. The proposal, which would enable shareholders of a company to nominate their own corporate directors in certain situations, has gotten buried under a long list of SEC priorities—as […]
IOSCO Releases Conduct Code For Credit Rating Agencies
Last week, the Madrid-based International Organization of Securities Commissions proposed a code of conduct for credit rating agencies, which is intended to protect the integrity and analytical independence of the credit rating process. The code, which has been in the works for over a year, was initiated after several high-profile companies like Enron imploded with […]
Internal Control Disclosures From September
SECTION 404 The September Data View The Actual Internal Control Disclosures From September View Sample Disclosures Of Remediation Efforts From September View Samples Of Internal Controls As Risk Factors According to a review of regulatory filings, 40 companies disclosed material weaknesses or significant deficiencies in internal controls during the month of September, and dozens of […]
Q&A With WellPoint’s VP And Deputy General Counsel
This profile is the latest in a series of weekly conversations with executives at U.S. public companies who are currently involved in establishing and developing compliance programs. An index of previous conversations is available here. WellPoint has a few executives splitting up its compliance function. What do you oversee? I’m vice president and deputy general […]
SEC, PCAOB Provide More Guidance On Internal Controls
Last week, the Securities and Exchange Commission and the Public Company Accounting Oversight Board provided additional guidance on internal control over financial reporting in the form of “frequently asked questions.” The PCAOB’s 10-page FAQ covers a variety of issues, from the extent and scope of testing required by auditors, to the evaluation of deficiencies. The […]
SEC’s Nicolaisen: Not All Weaknesses Are Equal
In a recent speech at a financial reporting conference, SEC Chief Accountant Donald Nicolaisen stated that—based on recent conversations with investor groups and firms like Moody’s—not all SOX 404 material weaknesses are likely to be viewed as equally significant. During the speech, delivered at the 11th Annual Midwestern Financial Reporting Symposium in Chicago, Nicolaisen acknowledged […]
Why Didn’t The SEC Go “Up-The-Ladder”?
When the Securities and Exchange Commission settled charges against the former general counsel for Electro Scientific Industries, it certainly seemed like the first case involving the so-called “up-the-ladder” provision of Sarbanes-Oxley. Section 307 of SOX sets “standards of professional conduct for attorneys appearing and practicing before the Commission in any way in the representation of […]
Approach To Director Communications Rule Varies
This past summer marked the six-month anniversary of the rule requiring companies to disclose the process by which shareholders can communicate with directors. Richman The rule did not state that companies had to have a process; rather, it required companies to disclose whether it has a process for communications by shareholders to directors, and if […]


